Common use of Notes Subordinate to Senior Indebtedness Clause in Contracts

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note by its acceptance thereof likewise covenants and agrees, that to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) the indebtedness represented by the Notes and the payment of the principal amount, premium, if any, plus accrued and unpaid interest and Additional Amounts, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (the "Subordinated Debt") are hereby expressly made subordinate and subject in right of payment to the prior payment in full of all Senior Indebtedness in cash or other payment satisfactory to holders of Senior Indebtedness, in their sole discretion, whether outstanding at the date of this Indenture or thereafter incurred.

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note Holder, by its acceptance thereof thereof, likewise covenants and agrees, that for the benefit of the Holders, from time to time, of Senior Indebtedness that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) Article, the indebtedness Indebtedness represented by the Notes and the payment of the principal amount, of (and premium, if any, plus accrued ) and unpaid interest and Additional Amounts, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (the "Subordinated Debt") are hereby expressly made subordinate and subject in right of payment as provided in this Article to the prior payment in full in cash of all Senior Indebtedness in cash or other payment satisfactory to holders of Senior Indebtedness, in their sole discretion, whether outstanding at on the date of this Indenture or thereafter incurred.; provided, however, that the Notes, the Indebtedness represented thereby and the payment of the principal of (and premium, if any) and interest on the Notes in all respects shall rank equally with, or prior to, all existing and future unsecured indebtedness (including, without limitation, Indebtedness) of the Company that is subordinated to Senior Indebtedness. SECTION 1402. Payment over by the Company of Proceeds upon Dissolution, etc. Upon any distribution to creditors of the Company in a total or partial liquidation or dissolution of the Company or in a bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to the Company or its property, whether voluntary or involuntary, an assignment for the benefit of creditors or any marshaling of the Company's assets and liabilities,

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note Holder, by its acceptance thereof thereof, likewise covenants and agrees, that for the benefit of the Holders, from time to time, of Senior Indebtedness that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) Article, the indebtedness Indebtedness represented by the Notes and the payment of the principal amount, of (and premium, if any, plus accrued ) and unpaid interest and Additional Amounts, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (the "Subordinated Debt") are hereby expressly made subordinate and subject in right of payment as provided in this Article to the prior payment in full in cash of all Senior Indebtedness in cash or other payment satisfactory to holders of Senior Indebtedness, in their sole discretion, whether outstanding at on the date of this Indenture Closing Date or thereafter incurred.; provided, however, that the Notes, the Indebtedness represented thereby and the payment of the principal of (and premium, if any) and interest on the Notes in all respects shall rank equally with, or prior to, all existing and future unsecured indebtedness (including, without limitation, Indebtedness) of the Company that is subordinated to Senior Indebtedness. SECTION 1402. Payment over by the Company of Proceeds upon Dissolution, etc. Upon any distribution to creditors of the Company in a liquidation or dissolution of the Company or in a bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to the Company or its property, an assignment for the benefit of creditors or any marshaling of the Company's assets and liabilities,

Notes Subordinate to Senior Indebtedness. The Company covenants and agreesGuarantors covenant and agree, and each Holder of accepting a Note by its acceptance thereof Note, likewise covenants and agrees, that that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) 10, the indebtedness represented by the Notes and the Guarantees and the payment (by set-off or otherwise) of the principal amountof, premium, if any, plus accrued and unpaid interest and Additional AmountsInterest, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (including with respect to any repurchases of the "Subordinated Debt"Notes) are hereby expressly made subordinate and subject will be subordinated in right of payment to the prior payment in full of all Senior Indebtedness in cash or other payment satisfactory to or, at the option of the holders of Senior Indebtedness, in their sole discretionTemporary Cash Investments, of all Obligations in respect of Senior Indebtedness, whether outstanding at on the date of this Indenture or thereafter incurred; provided, however, that the Notes and Guarantees, the indebtedness represented thereby and the payment of the principal of (and premium, if any), interest on and Additional Interest, if any, on the Notes, in all respects shall rank equally with, or prior to, all existing and future Indebtedness of the Company and the Guarantors that is expressly subordinated to any Senior Indebtedness.

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note Holder, by its acceptance thereof thereof, likewise covenants and agrees, that for the benefit of the Holders, from time to time, of Senior Indebtedness that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) Article, the indebtedness Indebtedness represented by the Notes and the payment of the principal amount, of (and premium, if any, plus accrued ) and unpaid interest and Additional Amounts, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (the "Subordinated Debt") are hereby expressly made subordinate and subject in right of payment as provided in this Article to the prior payment in full in cash of all Senior Indebtedness in cash or other payment satisfactory to holders of Senior Indebtedness, in their sole discretion, whether outstanding at on the date of this Indenture or thereafter 105 94 incurred.; provided, however, that the Notes, the Indebtedness represented thereby and the payment of the principal of (and premium, if any) and interest on the Notes in all respects shall rank equally with, or prior to, all existing and future unsecured indebtedness (including, without limitation, Indebtedness) of the Company that is subordinated to Senior Indebtedness. SECTION 1402. Payment over by the Company of Proceeds upon Dissolution, etc. Upon any distribution to creditors of the Company in a liquidation or dissolution of the Company or in a bankruptcy, reorganization, insolvency, receivership or similar proceeding relating to the Company or its property, an assignment for the benefit of creditors or any marshaling of the Company's assets and liabilities,

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note Note, whether upon original issue or upon registration of transfer, assignment or exchange thereof, by its acceptance thereof thereof, likewise covenants and agrees, that that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) 16, the indebtedness represented by the Notes and the payment of the principal amount, premium(including the Fundamental Change Repurchase Price, if anyapplicable) of, plus the Settlement Amount due upon conversion of, and accrued and unpaid interest on, all Notes and Additional Amounts, if any, all other amounts and claims owing on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price and with respect to, and all fees, expenses or other amounts payable under or in respect of, to each and all of the Notes and all obligations of the Company under this Indenture (collectively, the "“Subordinated Debt"Obligations”) are hereby expressly made subordinate and subject junior in right of payment to the prior payment in full of all Senior Indebtedness full, in cash or other payment satisfactory to the holders of Senior Indebtedness, of all Senior Indebtedness, and that said subordination is for the benefit of the holders of Senior Indebtedness and they and or each of them severally may enforce such subordination. The Notes will rank pari passu in their sole discretion, whether outstanding at right of payment with all other Senior Subordinated Indebtedness of the date Company and senior in right of this Indenture or thereafter incurredpayment to all Subordinated Indebtedness of the Company.

Notes Subordinate to Senior Indebtedness. The Company covenants and agrees, and each Holder of a Note Note, by its his acceptance thereof thereof, likewise covenants and agrees, that for the benefit of the holders, from time to time, of Senior Indebtedness that, to the extent and in the manner hereinafter set forth in this Article (subject to Section 8.01 hereof with respect to amounts in cash or or shares of Common Stock previously held in trust) Article, the indebtedness Indebtedness represented by the Notes and the payment of the principal amount, of (and premium, if any, plus accrued ) and unpaid interest and Additional Amounts, if any, on (including, without limitation, interest, as provided in the Notes, accruing after the filing of a petition initiating any proceeding referred to in Section 6.01(f) or 6.01(g), whether or not such interest accrues after the filing of such petition for purposes for purposes of Title 11 of the United States Code or is an allowed claim in such proceeding), any payment of the redemption or repurchase price with respect to, and all fees, expenses or other amounts payable under or in respect of, each and all of the Notes (the "and all other Subordinated Debt") Obligations are hereby expressly made subordinate and subject in right of payment as provided in this Article to the prior payment in full in cash or Cash Equivalents of all Senior Indebtedness in cash or other payment satisfactory to holders of Senior Indebtedness, in their sole discretion, whether outstanding at on the date of this Indenture Issue Date or thereafter incurred., created, assumed or, except as set forth in Section 1014, guaranteed. The Senior Subordinated Notes and the Senior Subordinated Discount Notes will in all respects rank pari passu with each other and with all other Senior Subordinated Indebtedness of the Company. SECTION 1302. Payment over of Proceeds upon Dissolution, Etc. ---------------------------------------------- Upon any payment or distribution of the assets of the Company upon a total or partial liquidation or dissolution or reorganization or bankruptcy of or similar proceeding relating to the Company or its property: